Disclosures

1. Securities Law Exemption

The Morningside Income Partners offering is a private placement conducted in reliance on Rule 506(c) of Regulation D under the Securities Act of 1933, as amended, and corresponding state securities law exemptions. The securities offered have not been registered with the U.S. Securities and Exchange Commission ("SEC") or any state securities regulator, and neither the SEC nor any state securities regulator has reviewed, endorsed, or passed upon the merits or accuracy of any offering materials. Any representation to the contrary is a criminal offense.

2. Accredited Investor Requirement

Participation is limited to accredited investors as defined in Rule 501 of Regulation D. Under Rule 506(c), we are required to take reasonable steps to verify that each investor is accredited, including through review of tax returns, W-2s, bank and brokerage statements, credit reports, or written confirmation from a qualified third party. You must complete and pass our accreditation verification process before any investment may be accepted.

3. Risk Factors

An investment in Morningside Income Partners involves substantial risks, including but not limited to:

• Risk of loss of principal. You may lose some or all of the money you invest. Investment in a private fund is not a savings account, a bank deposit, or a CD.
• Not FDIC or SIPC insured. Investments in Morningside are not insured or guaranteed by the Federal Deposit Insurance Corporation, the Securities Investor Protection Corporation, or any other governmental or private agency.
• Illiquidity. Interests in the offering are illiquid. There is no public market for the interests, they are not transferable except in limited circumstances, and redemption is subject to minimum holding periods, advance-notice requirements, and overall fund liquidity. You should be prepared to hold your investment for the full stated term.
• Real estate market risk. The value of the real estate collateral securing our loans may decline due to market, economic, regional, environmental, or other factors outside our control. A decline in collateral value could impair our ability to recover principal in the event of borrower default.
• Borrower default risk. Our borrowers may fail to make timely payments or default entirely. Foreclosure and recovery processes can be lengthy, expensive, and may not result in full recovery of principal and accrued interest.
• Interest rate risk. Changes in prevailing interest rates may affect the attractiveness of our fixed return relative to alternative investments, the performance of the underlying real estate market, and borrower demand.
• Concentration risk. Our portfolio may at any time be concentrated by geography, property type, or borrower, which can amplify losses relative to a more diversified portfolio.
• Leverage risk. We may use leverage at the fund level, which can amplify both gains and losses.
• Key person risk. Our performance depends on the skill and continued involvement of a small management team. The loss of one or more key personnel could adversely affect operations.
• Regulatory and legal risk. Changes in securities, real estate, tax, or lending laws and regulations could adversely affect our operations, investor returns, or the availability of the offering.
• No operating history at scale. Past performance is not indicative of future results. Even where we have a multi-year track record, future performance may differ materially.

4. Forward-Looking Statements

Certain statements on this Site and in our materials may constitute "forward-looking statements." These statements are based on current expectations, estimates, forecasts, projections, and assumptions and involve risks and uncertainties. Actual results may differ materially from any forward-looking statement. We undertake no obligation to update any forward-looking statement after the date it is made.

5. Performance Information

Any historical performance information presented on this Site reflects the historical returns paid to investors in the Morningside Income Partners offering. Past performance is not a guarantee, prediction, or indicator of future performance. Historical returns do not reflect any particular investor's experience, and individual investor results may vary based on timing, holding period, and other factors.

6. Target Returns Are Not Guarantees

References on this Site to a "7% annual return," "fixed return," "monthly income," or similar language describe the target return of the offering. Although our historical practice has been to pay investors at the target rate, the target rate is not a guarantee and is subject to change upon notice in accordance with the PPM. Investors may receive less than the target rate, and distributions may be delayed, reduced, or suspended in adverse circumstances.

7. Controlling Documents

In the event of any inconsistency between the statements on this Site and the terms of the PPM, subscription agreement, operating agreement, or other offering documents, the offering documents shall control. You should not invest solely on the basis of information contained on this Site. Prospective investors should carefully review the PPM and all related offering documents, and consult with their own legal, tax, and financial advisors, before making any investment decision.

8. Testimonials

Any investor testimonials appearing on this Site reflect the individual experiences of those investors and do not guarantee future performance or success for any other investor. Testimonials are not paid. Individual results may vary.

9. No Tax Advice

Distributions from the Morningside Income Partners offering are generally taxable as ordinary income. Investors will receive an IRS Form 1099-INT or similar tax reporting form annually. We do not provide tax advice. You should consult your own tax advisor regarding the federal, state, local, and foreign tax consequences of an investment based on your particular circumstances.

10. Contact

Questions about these disclosures, the offering, or the PPM may be directed to: compliance@morningsideincome.com